(h) \_Merger\_. Lessee or any Guarantor shall enter into any
transaction of merger or consolidation unless prior to the consummation of
such transaction, (1) Lessee or Guarantor, as applicable, obtains from Lessor
written confirmation that Lessor, after giving effect to the transaction, is
satisfied as to the surviving entities’ creditworthiness and conformance to
the other criteria then used by Lessor when approving similar transactions,
and (2) the surviving entity (A) is organized and existing under the laws of
the United States or any state thereof, and (B) if Lessee or Guarantor, as
applicable, shall not be the entity surviving such transaction, the surviving
entity executes and delivers to Lessor (i) an agreement satisfactory to Lessor
pursuant to which such entity assumes and agrees to be fully liable for all of
Lessee’s or Guarantor’s obligations under the Lease, and (ii) any and all
other documents, agreements, instruments, certificates, opinions and filings
reasonably requested by Lessor); or